Company registration in Nigeria Company+registration+in+Nigeria COMPANY REGISTRATION IN NIGERIA: 如何在尼日利亞開始業務: THE PROCEDURE AND REQUIREMENTS FOR This guide is designed to help business people navigate the legal and regulatory considerations in regards to company registration in Nigeria, starting and doing business in Nigeria. 呢啲步驟如下所示: Decide on the Business Structure When deciding on how to participate in the Nigerian market, 你需要喺成立新公司或收購現有公司之間做出選擇. 如果建立新的業務, 提供多種業務結構. 四種主要類型係獨資企業; 夥伴關係; 注冊受託人; 同公司. 你要決定最適合您業務需求的公司結構. 業務結構將決定成本, 稅, 法律, 監管和金融風險影響. 你嘅情況可能需要律師嘅意見. 讀: Why You Need Business Legal Advice Types of Registrable Business Organisations in Nigeria Registrable business organizations in Nigeria include: 1.    A company limited by shares (Ltd or Plc) 2.    A company limited by guarantee (Ltd/Gte) 3.    An unlimited liability company (Ultd) Any of the above companies may be a Private Company or a Public Company. 4.    Business Name (registered as Sole Proprietorship or Partnership) 5.    Incorporated Trustees (通常係為非營利或慈善目的而形成嘅) Advantages of Company Limited by Shares over a Business Name? 公司係自己的法人. 它嘅身份同股東係分開嘅, directors and employees. 佢有永久的繼承 - 這意味着, 業務可以繼續, 儘管辭職, 董事或股東破產或死亡. 股東同董事享有與人包同公司股份價值掛鈎的有限責任保護. 通過出售股票或向外部投資者出售該業務的股份, 擴大或擴大規模相對容易. The company can sue or be sued in its own name. A company has more credibility. 為企業籌集大筆資金或出售部分業務更容易. It can take advantage of the investment incentives, pioneer status and tax exemption offered by the government. Reserve a Name You can only use a name that is not identical to an existing registered organization in Nigeria. A name availability search must be conducted at the Corporate Affairs Commission (CAC) registry to see if the name is available for use. Where it is available, same will be approved for registration. Name availability check and reservation can be effected within 24 小時. Register the Approved Name Businesses in Nigeria must be registered with the Corporate Affairs Commission either as a Business Name or as a Company. Foreign investors interested in entering the Nigerian market may wish to establish a new Nigerian company or establish a new Nigerian subsidiary which also operates as a distinct legal entity from the offshore parent company. Prepare and File the Company Incorporation Deeds Companies must have a Memorandum of Association and Articles of Association (MEMART), a Solicitor can assist you to draft a MEMART to suit your business objects and file a copy of same at the Corporate Affairs Commission registry; make payment of stamp duties on the incorporation deeds and conclude registration of the company as a legal entity.  Company’s MEMART or Business Name’s Partnership Deed will deal with ownership and management issues and contain the rules governing how the business is run. The deed will pin down the key issues and set out any restrictions on what the business can do and how decisions will be made. Company Share Structure All categories of company shares (即. whether ordinary or preferential) issued by a company in Nigeria must carry one vote in respect of each share. Shares with the weighted voting right are prohibited. A company must have at least 2 董事 (non-employee shareholders). However, private companies must not have more than 50 非僱員股東. Appoint the Directors The directors are the shadow of a company and at the heart of its corporate governance A company can have either foreign or Nigerian directors, and the directors may be resident or non-resident. Register with the Tax Authorities The Federal Inland Revenue Service (FIRS) and State Board Internal Revenue are responsible for the collection of corporate and personal taxes, respectively. Every company, business name or incorporated trustee must be registered with the FIRS and obtain Tax Identification Number (錫) and Value Added Tax (增值稅) Number, make and deliver to CAC the Annual Return in prescribed forms within the stipulated time. Filling of financial returns must be done within 18 months of incorporation/registration and must be completed and filed within 42 days after the organization’s Annual General Meeting. A financial year can in principle start on any given date. There is criminal liability for tax default and evasion. You may request the services of a Solicitor or accountant for information on taxation. Find a Business Space or Office Location If you are looking to acquire or lease a business or office location, a Solicitor can assist you with available options. 尼日利亞土地的獲取和開發土地所在的州或地方政府緊辦公室得到完善. Approvals, assessments (including environmental and structural assessment) and other regulatory requirements may differ between state jurisdictions. 一定要閱讀: The important things to do before buying land or property in Nigeria – The land due diligence checklist Register your Patent or Trademark Your business may have proprietary rights to certain intellectual assets. To ward off infringements, you will require the services of a Solicitor to register or protect these rights as patents, 商業秘密, copyrights or trademarks. Register and Obtain Licence from Relevant Regulatory Agency Certain businesses are subject to monitoring, regulatory control and licensing by relevant government agencies such as National Agency for Food and Drug Administration and Control (NAFDAC), 尼日利亞投資促進委員會 (NIPC), Nigerian Exports Promotion Council (NEPC), 國家技術獲取和促進辦公室 (NOTAP), 尼日利亞版權委員會 (Ncc), 尼日利亞海關, 尼日利亞中央銀行 (Cbn), 等. You want to obtain the necessary licence and comply with health and safety, environmental and other regulatory obligations to avoid punitive liability. Issue Employment Contracts Request the services of a Solicitor to prepare the employment contracts and work manual for your staff (or addendums for your employees outside Nigeria) and comply with the requirements under the Labour Act to avoid future legal liabilities. ALSO READ: 業務保護: How to protect your business from crooked employees Perform Administrative Obligations You must submit annual accounts and tax returns to the Federal Inland Revenue Service (FIRS). 你都必須向企業事務委員會提交事務說明或年度冷杉 (CAC). 如果錯過咗截止日期或提交了不正確的信息, 你將面臨罰款的風險. 仲有其他啲Cac要求. 例如, there are obligations you must fulfil under the Companies and Allied Matters Act, 《勞動法》, 保險灋, 《養恤金改革法》等. 經認可的律師可以為您提供意見, 幫助你完善啲行政義務. Acquiring A Nigerian Company An alternative to establishing a new or subsidiary company may be to acquire an existing Nigerian company. Merger and Acquisition processes in Nigeria are regulated by the Securities and Exchange Commission (秒). Investors interested in acquiring a Nigerian company may have to make a formal bid. A bid to acquire a Nigerian Company is subject to approval by SEC and sanctioning by the Federal High Court. Listing on the Nigerian Stock Exchange (NSE) Nigeria has a stock market, allowing access to long-term capital. To obtain and maintain an NSE listing, your company will need to meet the prescribed requirements set out in the stock exchange listing rules. This includes company disclosure and reporting requirements. Operations of Foreign Companies in Nigeria Foreign investors or offshore companies can hold 100% 尼日利亞一家公司的股權. However, a foreign company wishing to set up business operations in Nigeria should take all steps necessary to obtain inco然而on of the Nigerian subsidiary as a separate entity in Nigeria for that purpose. Until so incorporated, the foreign company may not carry on business in Nigeria or exercise any of the powers of a registered company. 通過授權書, our Law Office (Lex Artifex, LLP.) can assist a foreign company in the formation and incorporation of a Nigerian affiliate or subsidiary. Obtain a Business Permit and Expatriate Quota Lex Artifex, LLP. can assist overseas investors and foreign companies to obtain Business Permit or Expatriate Quota from the Nigerian Immigration Service, respectively. 外籍人士唔需要工作許可, 但佢哋仍然需要其僱主公司需要配額, 要求佢哋獲得居留許可, 允許向國外匯款. Business permit is the authorization for the operation of a business with foreign capital either as a parent company or a subsidiary of a foreign company. Expatriate quota is the authorization to a company to employ individual expatriates to specifically approved job designations, and also specifying the permissible duration of such employment. The expatriate quota forms the basis of work permits for expatriate individuals (those qualifications must fulfil the criteria established for the particular quota position). ALSO READ: Foreign Direct Investment in Nigeria: The Need for Business Permit and Expatriate Quota Doing Business in Nigeria T都讀an government welcomes local and foreign direct investment or foreign portfolio investment. Foreign investors are treated the same as local investors under Nigeria’s laws. IMPORTANT NOTICE This guide is intended to assist you in getting the summary of the regulatory considerations for business formation and company registration in Nigeria. This guide does not eliminate the need for professional advice and must not be construed as a substitute for legal guidance. The omission of any matter in this guide will not relieve you from any penalty incurred by failing to comply with the statutory obligations of relevant laws. 無論你係咪啱啱起步, 拓展你嘅活動, or looking to establish in Nigeria, it is strongly recommended that you use professional advisors to help you with the legal, tax and regulatory complexities. Lex Artifex, LLP. can get you started and assist you through everLex ArtifexheLLPvestment process with all your business’ legal needs. Request consultation at +2348187019206, 08039795959 | Email  lexartifexllp@lexartifexllp.com | 網站: www.lexartifexllp.com. Lex Artifex LLP's Trade & Investment Advisory Group © COPYRIGHT WARNING! The permission given to freely copy this article is only on the condition that Lex Artifex LLP is referenced and duly acknowledged as the Author using the following format: “This article was written by Lex Artifex LLP's Trade & 投資諮詢小組. View the original article at http://lexartifexllp.com/company-registration/”. 請注意, 根據適用法律, 任何侵犯版權的行為均應受處罰. 尼日利亞公司註冊

尼日利亞公司註冊

尼日利亞公司註冊: 如何在尼日利亞開始業務: 程序同要求

本指南旨在幫助商務人士了解有關以下方面的法律和監管考慮。 在尼日利亞註冊的公司在尼日利亞做生意. 呢啲步驟如下所示:

決定業務結構

在決定如何參與尼日利亞市場時, 你需要喺成立新公司或收購現有公司之間做出選擇. 如果建立新的業務, 提供多種業務結構. 四種主要類型係獨資企業; 夥伴關係; 注冊受託人; 同公司. 你要決定最適合您業務需求的公司結構. 業務結構將決定成本, 稅, 法律, 監管和金融風險影響. 你嘅情況可能需要律師嘅意見.

尼日利亞註冊商業組織嘅類型

在尼日利亞註冊嘅商業組織包括:
1. A company limited by shares (Ltd or Plc)
2. A company limited by guarantee (Ltd/Gte)
3. An unlimited liability company (Ultd)
Any of the above companies may be a Private Company or a Public Company.
4. Business Name (registered as Sole Proprietorship or Partnership)
5. Incorporated Trustees (通常係為非營利或慈善目的而形成嘅)

Advantages of Company Limited by Shares over a Business Name?

公司係自己的法人. 它嘅身份同股東係分開嘅, directors and employees. 佢有永久的繼承 – 這意味着, 業務可以繼續, 儘管辭職, 董事或股東破產或死亡. 股東同董事享有與人包同公司股份價值掛鈎的有限責任保護. 通過出售股票或向外部投資者出售該業務的股份, 擴大或擴大規模相對容易. The company can sue or be sued in its own name. A company has more credibility. 為企業籌集大筆資金或出售部分業務更容易. It can take advantage of the investment incentives, pioneer status and tax exemption offered by the government.

Reserve a Name

You can only use a name that is not identical to an existing registered organization in Nigeria. A name availability search must be conducted at the Corporate Affairs Commission (Cac) registry to see if the name is available for use. Where it is available, same will be approved for registration. Name availability check and reservation can be effected within 24 小時.

Register the Approved Name

Businesses in Nigeria must be registered with the Corporate Affairs Commission either as a Business Name or as a Company. Foreign investors interested in entering the Nigerian market may wish to establish a new Nigerian company or establish a new Nigerian subsidiary which also operates as a distinct legal entity from the offshore parent company.

Prepare and File the Company Incorporation Deeds

Companies must have a Memorandum of Association and Articles of Association (MEMART), a Solicitor can assist you to draft a MEMART to suit your business objects and file a copy of same at the Corporate Affairs Commission registry; make payment of stamp duties on the incorporation deeds and conclude registration of the company as a legal entity. Company’s MEMART or Business Name’s Partnership Deed will deal with ownership and management issues and contain the rules governing how the business is run. The deed will pin down the key issues and set out any restrictions on what the business can do and how decisions will be made.

Company Share Structure

All categories of company shares (即. whether ordinary or preferential) issued by a company in Nigeria must carry one vote in respect of each share. Shares with the weighted voting right are prohibited. A company must have at least 2 董事 (非僱員股東). 然而, private companies must not have more than 50 非僱員股東.

Appoint the Directors

The directors are the shadow of a company and at the heart of its corporate governance A company can have either foreign or Nigerian directors, and the directors may be resident or non-resident.

Register with the Tax Authorities

The Federal Inland Revenue Service (冷杉) and State Board Internal Revenue are responsible for the collection of corporate and personal taxes, respectively. Every company, business name or incorporated trustee must be registered with the FIRS and obtain Tax Identification Number (錫) and Value Added Tax (增值稅) Number, make and deliver to CAC the Annual Return in prescribed forms within the stipulated time. Filling of financial returns must be done within 18 months of incorporation/registration and must be completed and filed within 42 days after the organization’s Annual General Meeting. A financial year can in principle start on any given date. There is criminal liability for tax default and evasion. You may request the services of a Solicitor or accountant for information on taxation.

Find a Business Space or Office Location

If you are looking to acquire or lease a commercial space, a Solicitor can assist you with available options. 尼日利亞土地的獲取和開發土地所在的州或地方政府緊辦公室得到完善. Approvals, assessments (including environmental and structural assessment) and other regulatory requirements may differ between state jurisdictions.

Register your Patent or Trademark

Your business may have proprietary rights to certain intellectual assets. To ward off infringements, you will require the services of a Solicitor to register or protect these rights as patents, or trademarks.

Register and Obtain Licence from Relevant Regulatory Agency

Certain businesses are subject to monitoring, regulatory control and licensing by relevant government agencies such as National Agency for Food and Drug Administration and Control (NAFDAC), 尼日利亞投資促進委員會 (NIPC), Nigerian Exports Promotion Council (NEPC), 國家技術獲取和促進辦公室 (NOTAP), 尼日利亞版權委員會 (Ncc), 尼日利亞海關, 尼日利亞中央銀行 (Cbn), 等. You want to obtain the necessary licence and comply with health and safety, environmental and other regulatory obligations to avoid punitive liability.

Issue Employment Contracts

Request the services of a Solicitor to prepare the employment contracts and work manual for your staff (or addendums for your employees outside Nigeria) and comply with the requirements under the Labour Act to avoid future legal liabilities.

Perform Administrative Obligations

You must submit annual accounts and tax returns to the Federal Inland Revenue Service (冷杉). 你都必須向企業事務委員會提交事務說明或年度報表 (Cac). 如果錯過咗截止日期或提交了不正確的信息, 你將面臨罰款的風險. 仲有其他啲法定要求. 例如, there are obligations you must fulfil under the Companies and Allied Matters Act, 《勞動法》, 保險灋, 《養恤金改革法》等. 經認可的律師可以為您提供意見, 幫助你完善啲行政義務.

收購一家尼日利亞公司

An alternative to establishing a new or subsidiary company may be to acquire an existing Nigerian company. Merger and Acquisition processes in Nigeria are regulated by the Securities and Exchange Commission (秒). Investors interested in acquiring a Nigerian company may have to make a formal bid. A 個 bid to acquire a Nigerian Company is subject to approval by SEC and sanctioning by the Federal High Court.

Listing on the Nigerian Stock Exchange (NSE)

Nigeria has a stock market, allowing access to long-term capital. To obtain and maintain an NSE listing, your company will need to meet the prescribed requirements set out in the stock exchange listing rules. This includes company disclosure and reporting requirements.

Operations of Foreign Companies in Nigeria

Foreign investors or offshore companies can hold 100% 尼日利亞一家公司的股權. 然而, a foreign company wishing to set up business operations in Nigeria should take all steps necessary to obtain incorporation of the Nigerian subsidiary as a separate entity in Nigeria for that purpose. Until so incorporated, the foreign company may not carry on business in Nigeria or exercise any of the powers of a registered company. 通過授權書, our Law Office (Lex Artifex, LLP.) can assist a foreign company in the formation and incorporation of a Nigerian affiliate or subsidiary.

Obtain a Business Permit and Expatriate Quota

Lex Artifex, LLP. can assist overseas investors and foreign companies to obtain Business Permit or Expatriate Quota from the Nigerian Immigration Service, respectively. 外籍人士唔需要工作許可, 但佢哋仍然需要其僱主公司需要配額, 要求佢哋獲得居留許可, 允許向國外匯款.
Business permit is the authorization for the operation of a business with foreign capital either as a parent company or a subsidiary of a foreign company. Expatriate quota is the authorization to a company to employ individual expatriates to specifically approved job designations, and also specifying the permissible duration of such employment. The expatriate quota forms the basis of work permits for expatriate individuals (those qualifications must fulfil the criteria established for the particular quota position).

Doing Business in Nigeria

The Nigerian government welcomes local and foreign direct investment or foreign portfolio investment. Foreign investors are treated the same as local investors under Nigeria’s laws.
This guide is intended to assist you in getting the summary of the regulatory considerations for 尼日利亞公司成立. This guide does not eliminate the need for professional advice and must not be construed as a substitute for legal guidance. The omission of any matter in this guide will not relieve you from any penalty incurred by failing to comply with the statutory obligations of relevant laws. 無論你係咪啱啱起步, 拓展你嘅活動, or looking to establish in Nigeria, it is strongly recommended that you use professional advisors to help you with the legal, tax and regulatory complexities. Lex Artifex, LLP. can get you started and assist you through every step of the investment process with all your business’ legal needs.

OTHER SERVICES:

  • 尼日利亞貿易同投資專家諮詢
  • 在尼日利亞為跨囯公司和境外投資者提供法律代理
  • 知識產權申請/喺 wipo 或尼日利亞知識產權局註冊
  • 盡職調查服務
  • 規則合規性
  • 商業移民援助

聯繫我們!

For company registration in Nigeria, 聯繫我們! 我哋嘅團隊隨時準備提供幫助. Reach us at +234.803.979.5959,emaillexartifexllp@lexartifexllp.com.

完整嘅公司套件

  • 你嘅完整公司套件將包括 – 公司註冊文件, 印有公司名稱的通用印章和印章. 生產公司套件嘅成本係我哋專業費用一分子.
  • 由尼日利亞到你指定地址嘅速遞服務將另行收費.

尼日利亞虛擬辦事處服務

如果你想在尼日利亞有一個相應的地址嚟接收商業文件和包裹, 或一個專門嘅電話號碼同人類接待員嘅服務, 我哋喺尼日利亞有虛擬辦公室服務供你考慮:
  • 尼日利亞電話號碼 (1 年)
  • 尼日利亞接待員服務 (1 年)
  • 尼日利亞通信地址服務 (1 年)

注意:

  • 尼日利亞接待員服務以英文進行, 在尼日利亞正常辦公時間內. 接待員用你公司嘅名問候來電者, 並透過電子郵件通知你來電者的聯系信息, 令你回復.
  • 通信地址係商業地址; 因此, 它不能收集和存儲笨重嘅物品.
  • 由尼日利亞到你指定地址嘅速遞服務將另行收費.

即刻聯繫!

聯繫我們, 呼叫 +234.803.979.5959, 電子郵件: lexartifexllp@lexartifexllp.com.
lex artifex llp & #8217; 的貿易 & 投資諮詢小組